ADLER Real Estate AG
ADLER Real Estate AG: Release according to Article 111c of the AktG [the German Stock Corporation Act] with the objective of Europe-wide distribution

Disclosure of material transactions with related party in accordance with section 111c German Stock Corporation Act (AktG)

ADLER Real Estate Aktiengesellschaft, Berlin

ADLER Real Estate Aktiengesellschaft (“Company“) signed a loan agreement on the borrowing of an unsecured, non-interest loan in the amount of up to EUR 300 million and a term until June 30, 2025 from its majority shareholder, Adler Group S.A. (“Adler Group”).

Adler Group holds 96.90% of the shares in the Company and therefore is a related party pursuant to Section 111a para. 1 AktG. The loan agreement was approved by the supervisory board of the Company in accordance with Section 111b para. 1 AktG.

The borrowing of the loan is part of the agreement with certain bondholders of Adler Group relating to the provision of the new money funding and serves to fund the repayment of the EUR 300,000,000 2.125% notes due 2024 in connection with the announced tender offer of the Company.

Berlin, 26 May 2023

ADLER Real Estate Aktiengesellschaft

Management Board